Like Spring Rain
by goldenflash100
Summary: He wished it was as simple as just his body wanting Billy, but it seemed the rest of him wanted the specter too. (Ectofeature)


Spencer sat alone on his bed in the light of the afternoon sun, grasping a small plastic bag that rustled loudly in the quiet room. Billy had gone downstairs earlier, rooting around for any left over jars of Peanut Butter most likely, and this left Spencer with a (very rare) moment of peace. The teen stared curiously at the small box from within the bag now held in his hands, the colours bright and inviting. "Pocky Sticks. Chocolate flavour" standing out from the background in bold lettering and the faint sound of something moving inside the packaging.

He had picked them up from a store selling candy from around the world, his interest having been peaked after Shanilla had mentioned how exceptionally delicious they are. In fact, she had been about to ask Spencer if he would like some before Billy had popped up from the milkshake he had ordered - they were at the wifri at the time - at the sound of Shanilla's beginnings of the question and stated that they had to return home immediately. For what reason, Spencer couldn't work out, as he seemed to have calmed down enough to let Spencer go to that store before they returned home.

Opening the cardboard packaging revealed some chocolate coated sticks sealed inside a small plastic bag. Pulling it open delicately so as not to break any, Spencer pulled a single stick out and hesitated before taking a small tentative nibble. _These; they're delicious!_ He then proceeded to take large bites and soon found that he had devoured almost half the box, but he was interrupted from his snacking when the transparent pop star phased up through the floor.

"Hey Bromigo! I couldn't find any Smooth PB, could you run down to the store and -" The ghost finally focused his gaze onto his best bro.

"What cha eating?!" Instantly intrigued, Billy hovered excitedly over to his friends side and pulled the box from his hands without warning.

"Hey!" Surprised by Billy's sudden action, Spencer jumped to snatch the box back but was instead grabbed by the collar and placed gently on the bed by Billy. Spencer huffed his annoyance, crossed his arms and pouted like a toddler who had just been told he couldn't play with his favourite toy. More annoyed by the fact that he wasn't ingesting the chocolatey-treat then the ease of which Billy had stopped him.

"Pocky Sticks! Dude, these are super delish! I haven't had these since my tour in Japan! Have you played the Pocky Game?" The ghost hovered closer to his companion, reminiscing about his days as a Pop Star for a moment before shaking his head lightly and staring expectantly at his distant cousin.

"Pocky Game?"

"BROSEPH! How have you not heard of the game?! It's when two people eat at each end of a Pocky until they get to the middle; who ever pulls away last wins. It's wicked cool; used to play it with the babes before I got all ghosty and stuff."

Spencer stared at the transparent man floating in front of him, which still held the box out of Spencer's reach. He just wanted to finish off his treats!

"Yeah, sounds cool." Spencer dismissed distractedly. " Can I have my Pocky back now?!"

Once again, the teen lunged for the box, but the outcome was the same as before. He sat down in his earlier pouting manner, glaring at his friend from under his lashes.

"Wait! DUDE! BRO! … Could we play? I haven't played in aaaaaaaaages!" The ghost threw his head back for added measure before kneeling down and giving the best puppy eyes he could manage. The fact that he was now inherently pleading only furthering the effect of his now pouty lip. "It was so much fun and I've had no one to play with since, you know, only a few people can see me and you're the only one here and I reeeeeeeeeally want to play! I was the best at it! I would always win; I mean… who could ever beat The COBRA! Pleeeeeeeeease!"

Spencer stared dumbly at the ghost, he was having trouble taking in everything Billy had just strung together, his mind not comprehending the verbal spew as he was distracted by the ghost slowly crawling forward with his hands clasped before him. Two things had finally registered. 1: Billy wanted to play the Pocky Game. And 2: He wanted to play with Spencer.

"… No."

"But WHYYYYYY!"

"Because that would be totally weird Bro, and I really just want to eat my Pocky." Spencer tried to reason, but he could already tell the ghost would have none of it if his renewed effort of pouting and staring was anything to go by.

Due to said ghost having been a Pop Star before his … passing, he knew how to get his way. And if he couldn't get his way, he would most likely eat what was left of Spencer's Pocky. Believing the later to be the worse option, and being slightly swayed by the puppy-dog eyes and pouty lip Billy was giving him, plus the addition of his craving for those delicious chocolate-dipped bread sticks…

"Fine. But just once! Then I want my Pocky back and you have to let me eat them in peace!"

"YES! WHOOOOO!" Billy shot up, pointing both hands in the air with small fireworks shooting out the tip of his pointer fingers, an air horn faintly being heard as he celebrated. Sure, he was always able to sway Spencer eventually, but he had expected Spencer to refuse profusely before caving. _Did he even think about what would happen when two people eat towards the centre of a Pocky? Ah well! It'll be more fun to see his surprised face anyway!_

After handing back the sweets and a bit of shuffling around, Spencer settled on a spot on the bed with enough room besides him for the ghost. Billy moved to the bed and sat down next to Spencer, not really sitting on the bed, but resting on the material just enough that he wouldn't fall though once he lost concentration. He couldn't help but beam at the thought of finally playing this game again, with the added bonus of getting to see Spencer's face when he would eventually get embarrassed.

The spectre turned to his right, peeking out of the corner of his eye to see Spencer eyeing the candied breadsticks he held between his hands. With an amused smile slipping onto his lips, Billy slightly moves the pocky, and sure enough, Spencer's eyes followed with them. As funny as it is to watch his best bro being totally enamoured with some breadsticks, he was focusing too much on the wrong thing, more so, the wrong person. Billy just couldn't stand not having the boys full attention, and he wanted it for this particular activity if he was to make the most of it.

Suddenly, a bright bulb went off above Billy's head, a sly grin on his face. Placing the box on the bed, Billy reached forwards and slipped his hands under Spencer's arms; lifting the smaller boy into the air.

"Huh?! Billy! What are you doing?!" A surprised and confused Spencer cried as he's placed on the ghost's lap, thighs on either side of Billy's hips. Realising the position he'd been put in, a bright red bloomed on his cheeks. He looked down, first seeing the bed through Billy's transparent body before focusing on the sight of most of his abdomen was now being pressed up against his best friend. Heart thumping in his chest and mouth left gaping in a silent question, Spencer looked up.

Straight into Billy's eyes, his face a little too close for comfort. Leaving the teen looking very much like an over ripe tomato.

 _Billy: 1_

 _Spencer: 0_

"B-Billy?! W-w-wha -"

"Chill bro, it's more comfortable if you sit facing each other. Don't wanna get a stiff neck do you, Bromigo?" Billy quirked a corner of his mouth upwards.

"I…guess not…"

Spencer took a deep breath, the back of his neck still burning in embarrassment, but he'd otherwise excepted Billy's explanation. It was, after all, a logical explanation. Slowly, he felt a watery cool sensation wrap around his wrists, lifting his arms and leading them to settle on the perpetrators shoulders. The brunet shot a questioning look at the ghost, who only respond with a cheeky smile before settling one of his own transparent hands on Spencer's hip.

The other reached for the box of Pocky, sliding a single one out before placing it between his lips.

"Ready?" He asked around the stick.

Spencer gave a hesitant look; the intimacy of the 'game' finally hitting him. Spencer squirmed in Billy's lap. After a moments pause, he gave a small nod and took the other end of the stick in his mouth.

Billy just stared, not believing that he would actually get this far; a giddy feeling began to grown in his belly and he resettled his hands on Spencer's hips, the warmth of the teens skin seeping through his clothes and causing the spectre's fingers to tingle. He tightened his grip enough to shuffle Spencer just a tad closer and glanced at the younger boy from under his lashes. The teen widened his eyes in response to the eye contact before scrunching them closed and beginning to nibble on the pocky.

The deceased pop-star followed suite and began nibbling as well. It seems that their close proximity had been forgotten as the chocolate melted in Spencer's mouth, Billy noted, as his face began to relax and the last traces of his blush receded.

That's no good.

 _'Can't have Spencer forgetting about me now, can I?'_

Billy had always craved Spencer's full attention, whether it be when it was just the two by themselves, like now, or if they were out with Rajeev and Shanilla. And just like always, the ghost had to have the boy's mind focused on him and only him.

Billy began to nibble a little faster, approaching the middle of the breadstick before Spencer. He's still focusing his gaze on the closed eyes of his companion; taking in the lashes fanned against soft cheeks and the face that he just couldn't seem to tire of.

Billy had never been one to devote his attention on someone other than himself; but he found that he was steadily beginning to stare less at the mirrors and pictures of his profile that adorned the vast mansion, preferring the spend a steadily growing amount of time affixing the features of Spencer's face to his memory. The boy had been slowly changing, puberty finally making itself known as he became leaner and lost his baby fat as he drew closer to his eighteenth birthday. A vast difference to the boy who had first moved in 3 years ago. His height hadn't changed much though, and Billy was grateful, it was much easier to mess with Spencer if he was smaller than the ghost.

Said boy had just opened his eyes, dark brown orbs staring into Billy's. Registering how close the two were, the teen quickly pulled back, almost failing off the spectre's lap and probably would have had Billy not been holding onto his hips. Choking slightly on the pocky, face pink with embarrassment, Billy just stared at the brunet with an amused smile.

"Come on Spence, don't be a party pooper."

"No Billy, one game, that's all I promised!"

Spencer was currently sitting on the armchair nearest to their TV, very pointedly ignoring the transparent man who just wouldn't leave him alone after the embarrassing fiasco with the chocolate breadsticks. Sacrificing the pocky to retain what pride he had left had not been an easy decision, but he'd rather just buy another pack than address whatever had happened to his heart when he'd made the mistake of opening his eyes.

He was thankful he'd done it though, after seeing how close they were to…well, to doing something that would probably be breaking some sort of bro-code.

"You didn't even play it right! It doesn't feel like I won if you didn't try."

Spencer ignored the accusation, staring through the ghost to watch the TV, the image being slightly warped through Billy's body. The Pop-Star, realising he was being ignored, moved to perch himself on the armrest of the seat.

"Just one more game. Please?"

Billy came in close whilst asking the question, invading Spencer's space and pressing himself to the boy's side, peeking at Spencer's face and pouting his lips just the way that always seemed to break Spencer's resolve. Some time's he hated that the ghost was a professional at getting his own way.

"…"

He turned to the ghost, face conveying his annoyance and the last remnants of his embarrassment only clear in the slight redness to his cheeks. The ghost simply stared at him with his less concentrated version of his pout. He could tell when Spencer's resolve began to crumble, it was clear by the expectant expression he was giving Spencer now.

"…If I play it one more time, will you finally leave me alone?"

Trying his hardest, and failing very noticeably, to hide the grin spreading on his face, Billy nodded his head at a rapid speed before grabbing the boy without warning, flying them both to the bed and arranging them as they were sitting before. With Spencer straddling Billy's lap. Leaving Spencer once again red faced with embarrassment and an odd stirring in the bottom of his stomach. He put it down to being in an uncomfortable position with his best-est bro.

Billy once again settled a pocky between his lips and, rather than just holding Spencer's hips, slipped one hand around the teen's waist and rested the other one on his lower back. It was definitely 'cozier' than before. Spencer would've protested, in fact, it was probably weirder that he wasn't; but if he was being honest, he'd rather not prolong his time being in such a close position. After all, arguing and protesting would only lead to squirming and whatever else the ghost would do to get his own way. Spencer knew all too well what that entailed.

Taking the other end of the pocky and once more closing his eyes, Spencer began to nibble; feeling that Billy was doing the same. The tingling in his stomach soon became a flutter of nerves as he ate blindly towards the centre of the breadstick. He put it down to the feeling of what had been his pride and resistance shrivelling and dying.

Initially, he'd closed his eyes so he'd wouldn't have to awkwardly look Billy in the eye as their faces neared; nothing would make this weirder than staring Billy down as he did this. He'd also done it in the hopes of _not_ repeating the result of their previous attempt. But having his eyes closed didn't seem to be helping, in fact, it seemed to make things _worse_. He became acutely aware of the silence in the room, his own breath and the sound of their nibbling amplified in the empty space; of the slight pressure he could feel of Billy's not-quite-solid body pressed against his. He was acutely aware of the slight brush of the cold watery feeling of Billy's fingers against his lower back and the slight fidgeting of Billy's thighs under his own.

And then he became extremely aware of the feeling of the ghosts nose brushing against his own nose, followed by the barest feeling of that same cold watery feeling as Billy's lips grazed against his own.

His eyes snapped open, probably not his best choice, as once again he found Billy staring right at him. His body when into shock, his breathing hitched and his heart seemed determined break his ribs with all the jack-hammering it seemed to be doing.

He was almost certain now that they HAD to be breaking a bro-code here. He didn't remember ' _intimate interaction_ ' being included with the things that were normal for best friends to be engaging in.

As if this wasn't bad enough, he spotted a glint in the ghost's eyes, which meant that he was up to no good; but it was too late to prepare himself. Staring him right in the eye with what seemed to be cheekiness (Spencer knew better. The look was a personalised stare just for him, usually as Billy was about to do something that would bring him amusement at the expense of the teen.), Billy took another nibble; their lips now clearly touching, but not quite pressed against each other. But it was enough to notice, and purposeful enough that it couldn't be dismissed as an accident.

Spencer lost it.

Back peddling at a speed that Billy swore was inhuman, Spencer used his grip on Billy's shoulders to push backwards.

Billy… had not been expecting this.

So Spencer toppled to the ground in a heap of flailing limbs as he literally choked on the pocky still in his mouth.

 _Shit. Shit. Shit. Shit. Shit._

He couldn't handle it, the erratic beating of his heart and a warning bell going off in his mind screaming that they had definitely just crossed a line that probably shouldn't have been crossed. Not to mention the panic that seemed to be drowning him, but was somewhat lessened as he managed to swallow the damn lump of chocolate and biscuit that refused to let itself be ingested in an easy manner. Someone was gasping, was that him? Was that _his_ heavy breathing that seemed to be the only other thing he could hear through the blood rushing in his ears.

He hadn't even realised that he'd shut his eyes again until he was opening them and trying to make sense of where he was, and gosh would his heart just _calm down_! Then he registered the ghost peering down at him with a mixture of amusement and concern, but mainly amusement. This made Spencer's blood boil.

"DUDE! Not cool!" Spencer was on his back, elbows propping him up as his heart rate slowed down and his breath slowed down. This did not, however, mean that he his heart was not pounding in his chest, and that his breaths were not coming in uneven gasps.

Billy just cocked his head, grin seeming to grow at the sight of Spencer's red face.

"You just… y-you, w-we…"

Spencer's brain was definitely short circuiting. He didn't like this feeling. Not. One. Bit.

He prided himself on being the only one to usually be able to rein in Billy's antics. He didn't like being in the position where he was the _subject_ of Billy's escapades. And this certainly classified as an 'escapade'.

"'W-w-we' what bro?" Billy imitated Spencer's stuttering with amusement and a slight hint of pride. His grin seeming to only grow with the blush on Spencer's face.

 _He's probably proud to make me so embarrassed, toolshed._

As angry as Spencer wanted to be, his embarrassment won out and so he ended up looking off to the side as he lay splayed on the floor with his face feeling very hot. Why, oh why, was this happening to him right now.

"…ust…ssed…" Spencer murmured.

" Pardon Broski, but I diiiiidn't quite catch that." Billy was thoroughly enjoying this unseen side of Spencer, a side that he felt had never been seen by anyone before. Spencer hated it. Hated the stirring in his stomach.

"We just kissed.." The brunet flung an arm over his face, put it proved ineffective to hide the blush that was crawling down his neck.

He'd just had his first kiss. With a ghost. A male ghost. He'd just had his first kiss with his very best, very ghostly and very MALE, friend Billy Joe Cobra. But it hadn't quite sunk in yet. He'd always imagined that, being an average boy, he'd have his first kiss with an equally average girl, one he would most likely eventually date. It's not like he was homophobic or anything, he had no problems with guys liking other guys, it just never crossed his mind that he'd do any of that sorta stuff with a guy. Let alone with the famous deceased distant cousin he called his best bro. Because of this, he was sure that it would never quite sink in. He was still trying to wrap his mid around the fact that it had been a VERY bad idea to play this game, let alone allowing himself to be coerced into playing it twice.

Billy guffawed at Spencer, bringing his transparent hand up to his mouth to try and stifle the noise as the teen on the floor suddenly sat up and glared. The glare wasn't very effective, mainly due to the fact that his face was still very, very red and he couldn't quite look Billy in the eye. Billy loved that. Probably because he'd been the cause of it. Even in death, it seems he still has the Cobra Touch.

"Dude, that's not a kiss!" The spectre laughed.

"That was totally a kiss!" Spencer shot back before once again darting his gaze away from the other male. "Our lips touched…" he added in a smaller voice.

"Just because our lips touched doesn't mean it's a kiss Bro." He said mater-of-factly. Billy looked down at the boy with amusement and disbelief. Surely he'd had enough experience to be able to tell the difference between what was and wasn't a kiss. It didn't seem like he'd have much trouble with getting the attention from the ladies, he was, after all, a Cobra relative. What's not to like? He should be an expert with those good looks of his.

"Surely you've had enough experiences to know at the very least that that was nothing like a kiss."

Spencer just sat silently in response to the deceased Pop-Star's statement, blush only deepening as he looked down at the floor near his shoes.

 _No way?! It can't be?!_

"Spence, don't tell me you've never been kissed?!"

Spencer visibly flinched; seems he'd hit the nail on the head.

There was a lull in Billy's train of thought, not really knowing what to do with this information he simply stared at the embarrassed boy. He could always explain the differences between the two, or give him some tips; but where's the fun in that! Then it came to him, what was better than getting tips from an expert? Getting a demonstration of course!

"Well, seeing as you have no clue about kissing, we can't leave you running around believing that _that_ passes for a kiss now, can we?"

The younger boy looked up in confusion, opening his mouth to ask just what Billy was getting at. He didn't even have a chance to voice this, only a squeak escaping as the ghost scooped up the boy and sat him in his lap for a third time. He was almost getting used to the feeling of the teens weight on his legs, it was…nice. Solid.

Taking adequate precautions, he didn't want a repeat of _last time,_ he wrapped his arms around Spencer's waist and made sure to give the boy an extra large reassuring smile.

"Okay Brotato, the brofessor of make-outs is in and he's about to give you a crash course in kissing 101." Billy stated calmly with a tone of confidence. There was no room for Spencer to hear the second-guessing Billy was hiding. If the teen got even a whiff of a chance to slip through due to Billy's doubt…well, The Cobra never backed out when a friend needed his help. Even if Spencer couldn't quite see that he needed it. Because he did. Badly.

Spencer just gaped at him, reminding the ghost of a guppy he'd once bought as a spur-of-the-moment pet on one of his many tours before he'd 'passed'. Billy just smiled wider, before skilfully shaping the smile into a cocky grin.

 _It's all about the confidence. Hopefully some of the Cobra Confidence will rub off…_

Billy took a deep breath, mentally setting up blocks and walls for the emotional turmoil that was about to occur inside him. A giddy feeling warmed his stomach and his ghostly skin tingled from the warmth of Spencer on his lap. But you couldn't blame him for being just that little bit excited, Billy was about to indulge in a forbidden fantasy after all.

Billy had accepted his little crush on Spencer a few months after Spencer's 15 birthday, but he'd been smart enough to realise that Spencer probably didn't feel the same. So he'd hidden the feelings and acted like nothing had changed, because, so far, nothing had. He made sure to keep his feelings, and any clues to them, to himself. Sneaking longing looks when he knew Spencer wasn't looking, and using the time when Spencer was asleep to process things and think without looking like something was off. The last thing he wanted was to ruin his relationship with Spence.

And then this opportunity just fell into his lap and he just couldn't let it get away! But this, this was pushing the boundaries. The boundaries he'd set so nothing damaging would happen. So, to quell his guilt (he wasn't taking advantage of Spencer after all), he had reasoned this little indulgence as him just helping his bro out; so long as Spencer didn't catch on he was fine! He just had to make sure he was careful. That he didn't get too into it, as he was prone to doing - a habit he couldn't shake from his life as a Pop-Star.

After all…it was one thing to help a bro out with this sort of thing, and another when you kissed him with a stupid grin on your face because you just wanted to kiss him for the sake of kissing him.

Shaking his head to dispel the thoughts, Billy looked to Spencer and cockily smiled.

"First things first Brojangles, you wanna get into a nice comfo-"

"Wait! Just, hang on!" Spencer interrupted. Billy just blinked stupidly at the interruption, but he was given no time to be offended, as Spencer continued almost immediately.

"What exactly is happening right now?" The brunet began to move in an attempt to remove himself from Billy's lap, pushing at the ghost's hands around his waist.

"Well Spence, you are about to receive an exclusive, ONCE in a life time lesson on the in's and out's, " Billy wiggled his eyebrows in accompaniment of these words, "of the best way to kiss, by BJC HIMSELF!" The narcissism was practically dripping from Billy's response and he knew it. But, well, it was the truth!

Now it was Spencer's turn to blink stupidly at the spirit. Billy watched as the teen's brows slowly came down into a face of confusion and thought. He could swear he saw the moment when the statement clicked in the younger boy's mind. Spencer's eye widened just slightly, and his mouth dropped open as he flushed; then he began struggling in earnest, trying to pry the ghost's arms from his waist and push him away at the same time. It wasn't working.

"Woah, woah WOAH! Calm down bro… no need to get all worked up about receiving a little bit of help with your problems!" Billy tightened his grip in response to Spencer's struggling, sounding very much like he believed that Spencer was getting embarrassed for the wrong reason.

" I don't _need_ your help" Spencer emphasised with a rather strong shove to the spectres hands and pushing his hips up against Billy's effort to keep him seated " AND IT'S NOT A PROBLEM!" Spencer spat with an after thought . Sensing Spencer's pending freak out (he didn't like being put in a vulnerable position) Billy softened his features and his grip, gaining the brunets attention and causing him to still.

"Spence, there's nothing wrong with being seventeen and never having been kissed." Spencer stiffened slightly at the statement, looking away in embarrassment. Billy smiled lightly and cocked his head to the side, trying to catch his eye before continuing. Failing this, he gave a little squeeze on his grip on Spencer, gaining his focus again.

"All I'm trying to do is teach how to do it right, so when the time comes that you're ready to kiss someone, you don't stress about not knowing what to do." Billy lilted calmly. He smoothed his hands against Spencer's side, fingers buzzing with the warmth of human skin. A gentle feeling washed into the room, like the tide ebbing at the shore of the sea, Spencer's body relaxed and his tension washed away. Sun light spilled through the window, tinting everything in a warm glow and illuminating the room with a clear light.

The pop-star took a moment to observe the dust-motes floating aimlessly in the air of the room as he gathered his thoughts. He was a bit remorseful at having to break the gentle moment, but there were things that needed to be said to the teen on his lap.

Billy opened his mouth, the action bringing the break to a close and beginning their odd conversation again.

"In fact," Billy paused, looking off to the side," I'm a little jealous of you."

Spencer gave an incredulous look at the ghosts confession. "Why would you be jealous of me?" He ventured hesitantly.

Billy gave a small smile, lacking its usual spark, and answered the boy's question.

"Well, you actually get to explore these things and be able to goof things up without being judged about it. You have the freedom to take as long as you want to find the special someone for your first time, and say no to any one you want. You can go on dates and spend lazy nights cuddling and just -" Billy gave a small frustrated huff, his thoughts and words jumbling them selves up and dribbling through his mouth in the most frustrating way because he just couldn't express what he felt through words. "You have all this freedom to choose, and do all these insignificant small things I never got the chance to do…"

Billy felt Spencer's gaze on his face, but didn't look up. He'd never let anyone know that he'd missed having a normal teenage life, the fast paced scene of the celebrity world not everything he had cracked it up to be. He was making himself vulnerable, as vulnerable as what Spencer was feeling in the hopes that he would see that Billy really did have his best interests at heart. Bracing himself for the pitying/condoling look Spencer was giving him, the spirit looked up with eye's clear and smile genuine this time.

"I really am just trying to help Bro, but if you're not comfortable or don't want my help that's fine by me."

 _He's going to say no in the end, but it's better if he knows I've got his back anyway._

It was one of those rare moments where Billy finally felt his age, and acted on a maturity nobody believed he had. All traces of joking and mischief were gone from his voice at this point, having seen Spencer so rattled had sobered him up some. And for once, his head was quiet from the thoughts and worries that were constantly buzzing when he was around Spencer.

"But…won't this-" Spencer cut himself off, finally looking the ghost in the eye, "won't this make things _weird_?"

"It'll only be weird if you want it to be." He replied cheekily, figuring some humour was needed to break the rigid seriousness that was weighing on the words. Spencer gave a quiet laugh at the reply, but it didn't erase the worry on his features.

 _He's…actually considering it._

Billy watched as a light blush bloomed on Spencer's cheeks and waited for the inevitable question that was about to be voiced. The warmth in his chest was now slowly spreading out towards his limbs, his smile growing with it.

"If-" Spencer took a breath "if I did - hypothetically of course - agree to your, uh, _help…_ what would it-" he swallowed the lump that was growing in his throat and squeezed out the last of his question hesitantly, "- consist of."

Spencer's heart kicked up a gear and was once again jack hammering against his ribs. He knew he shouldn't be considering it, couldn't believe the enormity of curiosity that was nagging him to at least find out what he would be missing out on. Hm. Missing out on. Was this the kind of thing Billy missed out on, the choice and control he had in this situation?

No, he needed to remember that this wasn't a thing you did with your best friend. Not to mention that Spencer wasn't gay; he didn't like guys, never had and probably never would. Although he had nothing to back up this belief as he'd had no physical interaction with either gender. Not that it was his fault, he just never had time between producing his movies, school and keeping an eye on Billy. As it was, any free time when he wasn't doing something that consisted of those three, he was hanging out with Rajeev and Shanilla.

But he was getting off track now. So he reminded himself of the fact that what ever he was about to hear wasn't going to happen. Ever. Because Spencer did not swing _that_ way. The sorta-but-not-quite panic attack he had earlier proof enough for him.

He felt Billy's fingers playing with the hem of his shirt as he thought of how best to answer Spencer's question, knuckles brushing against the skin under the fabric every other movement. His attention, like sand through an hourglass, was slowly being drawn to the odd sensation of pleasant cool against warm skin.

"Well - theoretically speaking of course -" Billy gave him a wide smile at that, looking like he knew something that Spencer didn't; "it would consist of what _ever_ you wanted it to consist of."

Somewhere in the back of his mind, Spencer registered the feel of Billy's thumb now rubbing small circles against the skin of his hip, just under the edge of his shirt. He mostly ignored it though, and was fairly successful at it for a while. That was, until he felt one of the thumbs being accompanied by the feeling of a cool palm that seemed to only increase the rate of his heart. Billy seemed to be doing it unconsciously. He tried his hardest to push the feeling to the recesses of his thoughts, he really did.

Meanwhile, in the forefront of his mind, Billy's words seemed to worm themselves through the strong resolve Spencer had built, and the building sensation of his touch against his hips definitely wasn't helping. He would have total control of the situation. Something he wouldn't otherwise have if he was to have his first kiss with someone else. But… It was Billy offering this, his best friend. Male. Friend.

 _Don't swing that way remember?_

It was hard to believe it when the ghost's touch was doing funny things to his heart.

No. No, it wasn't because it was Billy's touch, it was the touching in general that was _distracting_ him. He can't think of a single time anyone had touched him for some other reason than for comfort or by accident. That was…quite sad, if Spencer was being honest. Being seventeen and having never experienced anything of more than a friendly nature.

Maybe it wouldn't hurt to try? Just once. After all, experimentation was normal at his age.

No. No, this isn't something that normal friends do.

But then again…It wasn't like they were normal friends to begin with. And it really would be handy having some experience under his belt.

Spencer chose to refrain from acknowledging that the thumping in his chest and fluttering in his stomach seemed to be part the driving force for his decision. It was just nerves about doing something for the first time, this is the sort of thing Billy was talking about helping with. Plus, who better to have his first kiss with than with a 'supposed' pro? Also, additional plus, it was his best friend, so he wouldn't have to waste time explaining how it went or getting embarrassed with some girl he was trying to impress. It was also someone familiar who he trusted; if he was honest with himself, he would probably never have another opportunity to be able to try something like this in total comfort. Even if the circumstances were a bit odd.

And it's not like they would be doing anything _weird_. Just a kiss. That was it.

All in all, the positives seemed to outweigh the negatives and he had made his unlikely decision.

It was now or never. Spencer took a deep breath in an effort to calm his nerves and relax his tensed muscles. It didn't do much, but his shoulders still lowered a little.

"Okay."

Billy had to stop his jaw from dropping when he heard Spencer's answer. He was almost certainly convinced the boy would say no. After the pinched face he was making as he seemed to think about his decision Billy had settled himself for the turn-down. So this, was very unexpected.

"Okay to…"

He left the statement open, wanting clarification before he wound himself up again.

Spencer's cheeks coloured again before he stammered out his reply, once again looking anywhere but at Billy.

"Okay to the l-lesson….But just, uh, k-kissing okay?"

Billy held in the giant smile that threatened to break onto his face in favour for a smaller and more relaxed version.

"Okay."

He paused, giving the teen a chance to prepare himself (Billy was 100% sure he needed it) before they started. Then he slowly reached for Spencer's hands, feeling him instantly tense as he gripped them and moved them to his shoulders; he replaced his hands on Spencer's hips, thumbs sliding back under the fabric and drawing lazy circles in a relaxing manner.

"Hey," At the sound of Billy's voice, Spencer's gaze flicked to his in uncertainty. He was second guessing this and most likely beginning to doubt himself. "relax bro. It's more enjoyable that way."

It took a minute but he felt Spencer slowly relax, shoulders and posture becoming lax and his death grip on his shoulders lessening to a light grasp.

"Okay, so there's 7 lessons to learn to become a brofessional kisser like moi. Lesson one, finding a comfortable position."

Billy lifted his hands and gestured to how they were sitting. "This is one of the best ways to kiss. There's no awkward neck angles and we're at the same eye level. This makes the kiss seem to have equal control. Also note how you are sitting on me, you can control the kiss by pulling away or hoping off. Same goes for any girl; wait until later to start playing around with the bronamics of the situation and always give them a way out."

Billy watched the teen assess their position, seeming to take refuge in the way Billy was laying everything out before anything happened and paying keen attention to what he was saying. Chocolate orbs roved over the way Billy lightly grasped the teens hips and Spencer tested the truth of his control with a few gentle pushes to see how much he could move. Seemingly satisfied with the positioning, he planted his attention back on the ghost.

"Lesson two, Eye contact."

Billy had a feeling that this was gunna be one of the harder ones to teach Spencer. He gazed at the teen with a gentle look and a hint of interest.

"Don't just stare at the person you're kissing, that's just creepy. You wanna look at them in a way that says ' _Hey, I wanna kiss you.' ._ You'll also want to look at the rest of their features, admire them and really take in the details. You could also drop a small compliment if they look unsure."

Billy demonstrated by taking in the younger boy's features. He was fairly familiar with them, since he spent so much time trying to memorise the dips and angles of his face, the deep chocolate of his eyes and beautiful eye lashes he'd found a new appreciation of about forty minutes ago.

 _Right, focus!_

He returned to see Spencer copying the ghosts actions, taking care to look at every aspect of the pop-star's appearance. It was a level of attention that was beginning to make his head swim and stoked the embers in his belly into a small fire.

"It also doesn't hurt to drop a few subtle hints for the ladies to pick up on. Something as small as flicking your gaze to their lips usually does the trick; or even biting or licking your lip gets them really going if your feeling brave."

Immediately he saw Spencer's gaze drop to his lips, the one feature he had been avoiding to look at earlier. It flicked away after a moment, almost as if he was chastising himself, before it shyly returned. Then, just the barest swipe of a tongue along his bottom lip.

The fire began burning in earnest.

Needing to break this weird spell Spencer seemed to be in before Billy did something rash, the spectre cleared his throat quietly. Jumping back to the waking world, Spencer returned his attention to the pop-stars eyes. It was an improvement, but only barely; the attention still left him feeling a little light headed.

"Lesson three, setting the mood."

This one was slightly harder to explain verbally, since it was something that took time to perfect and get right.

"There's all different kinds of kissing Spence, and each kind has its own mood. If you wanted to do some slow and meaningful kissing you wouldn't tackle you partner and stick your tongue down their throat, would you?" Spencer shook his head with a bit of a smile at the small use of humour. It seemed to amplify Billy's smile in turn and he was almost beaming now. Spencer was relaxed and he was enjoying it so far. Good.

"So being able to set the appropriate mood and setting it well are almost as important as the kissing itself. Mood setting is usually a combination of touch, tone and positioning. The different combinations of each set different moods, kinda like using different ingredients to make different kinds of yummy peanut butter treats."

"Or like different filters or effects on film, right?" Spencer chimed in.

"Exactly Bro. So you don't want to use the wrong ingredients, -"

"Or effect." Billy rolled his eyes affectionately, as if he'd leave that out.

"- or effect, or you'll stuff the whole thing up. That's why its good to explore what kinds of things set what kinds of moods."

"There's no other way to learn?" Spencer seemed to have paled just slightly at the idea.

"Well, you could watch other people, but that's just a liiiiiittle bit creepy."

Spencer paled at little more at that thought. At this rate he would know how to kiss, but would never be able to actually apply it if he didn't learn how to set the mood. Billy seemed to pick up on this and gave a smirk accordingly; once again looking like he knew something that Spencer didn't.

"Don't worry Broham, you'll have plenty of time to practice. Anyway-" Billy thought it was best to move on before Spencer realised what he'd been implying; "- Lets move onto lesson four. One of my personal favourites. Using touch to your advantage."

Now Billy was a very touchy being, and had always been; especially after his passing. He craved the touch of other people, needing to feel grounded when he was all alone as he was now. Touch was not a thing a ghost took for granted, especially Billy. It had taken him a few weeks of practice before he'd been able to interact with the world, and that was just being able to manipulate small and light things. So he didn't take touch for granted at all.

Billy was also a very touchy teen. Having died at age 19, some three years prior, Billy was at the pinnacle of fame and was flocked by people wanting to get a taste of the cobra. You could say he had grown used to feeling another person's body up against his, to wake up with someone curled into him. He loved running his fingers down long expanses of bare skin; to feel the energy practically buzzing in the room and letting the heat envelope him and transform his pleasure to something otherworldly.

Having died at age 19, he was cut off from this feeling he had grown accustom to. Longing to feel the heat of a body pressed against his; to consume someone's sense's whole until the point where they practically worshiped him in bed. It was… odd. And very lonely.

So when Spencer had come along, forcing his way into the Spectre's quiet and resigned way of life after death, Billy had began to seek touch once again. He almost couldn't keep his hands to himself. It was all purely platonic though; a hug here, an arm around the shoulders, a casual touch no one would think twice about. Except Billy.

So yes, he could definitely say this was his personal favourite.

"When I say using touch to your advantage, this means knowing both when to touch, and when not to touch; because not touching can feel almost as good as touching. For your demonstration today, which will come after I've finished explaining the lessons, I will be showing to how to relax someone using touch. I've already used it a little," Billy nodded down at his thumbs that were still drawing circles, "but I'll show you how to use it to heighten the feeling of a kiss."

Spencer squirmed just slightly at having become aware of the ghosts touch again and tightened his grip on Billy's shirt, staring resolutely at Billy. He seemed determined to not get distracted again.

"Moving onto lesson 5, the lean in. The lean in is the most suspenseful and exciting parts of a kiss, and as such, requires special attention to make it feel perfect. When you lean in, make sure to begin titling your head to one side." Billy demonstrated by cocking his head slightly to the right. "Your partner should take this a cue to begin titling their head as well."

"Why exactly do you need to tilt your head? I mean, other than the fact that your noses would be in the way."

"Good question bro. Yes, the first reason is because of noses, although that can be an advantage for the lean in," Spencer cocked an eyebrow questioningly, "I'll explain later, the second reason is because of the way mouths can… slot together? I guess? That's the best way I can phrase it, but its something that'll be easier to understand when your actually kissing."

Spencer replied with a short 'Ah' as confirmation of understanding, so Billy continued.

"As I mentioned before, noses can be useful for the lean in, more specifically the feeling when they touch."

Spencer looked confused, and rightly so as the pop-star wasn't making much sense.

"Okay, so it's like another one of those things you need to experience to understand, okay?" Billy rolled his eyes, huffing out the excuse.

Spencer just smirked. The little shit was getting a kick out of seeing him struggle to explain something he was supposed to be a professional at.

 _You just wait Spence, you won't be smirking like that for too much longer._

 _"_ Lesson 6, technique. It's one I can't really teach other than first seeing how you do and giving you tips on how to improve, so I'll just give a few of the obvious tips now. 1) Never go to kiss someone with you mouth wide open during the lean in, that's just gross. Leave the open mouth kissing to after your both comfortable enough to do it. 2) Do not just stick you tongue in and shove it as far back in their throat as you can, you gotta give a little warning like running your tongue on the bottom lip to see if they'll want to do it. There's almost nothing worse than feeling someone force their tongue into your mouth. Bleh." Billy scrunched up his face and stuck his tongue out, memories of too-drunk fans trying to make out with him in the back of his tour bus.

"3) Don't push too hard unless the atmosphere calls for it, it is possible to bruise your lips believe it or not. Same goes for biting, you can nip lightly but you don't wanna draw blood unless the mood gets to that sorta _crazy_ point."

Billy once more was reminded of a rushed make out session back stage at one of his concerts; feeling high on adrenaline and hormones, resulting in a bleeding lip (she had a thing for biting) and many hickeys he didn't bother hiding. It had been one of the better climaxes he'd had.

"Finally, the lucky last lesson, number 7, feeling the flow. This lesson is more about reading the signs of if they want more or if they'd like to stop. If the kiss gets more heated, you gotta recognise and go with the flow. Same goes for if she seems very closed off or not that into it, then you'd stop. It something that you'll get better at the more you do it, but it also changes with each person. So that's the seven basic lessons to becoming a brofessional kisser."

He didn't quite know what to do now. He'd finished talking but Spencer looked as if he was pleading Billy to go on, like he must've had more he was gunna say. The silence was heavy and electrified, the room feeling much smaller than it did before. The gentle afternoon sun spilling onto the bed had moved with the time that had passed and now warmed a patch of carpet off to the side.

"Well-" Billy cut himself off, looking past Spencer to give him some version of privacy - he looked to be trying to hold back a pending freak-out. Billy's thumbs started up again, but lighter this time, just brushing the surface of Spencer's hips with an almost ticklish feeling. It did the trick and distracted Spencer from his over active thoughts.

"-you ready?" Billy asked gently, looking back at the teen with a reassuring smile.

Spencer couldn't think. His brain had officially stopped working with that question and he had no hopes of recovering. At least that's how he felt. He'd entertained the thought before, it'd been easy enough since they weren't _actually_ doing it, but now that they were about to, well, he was gunna learn how to kiss… That he and Billy are gunna- No.

Don't think about it.

 _The less you think, the better. It's nothing special after all, just a lesson. It's just some skin and some muscles, no gooey feelings involved at all._ Thank gosh Billy didn't think this was weird; that he'd accepted.

 _Okay- heart calm down already damn it- this is like that CPR training you went through when wanted to become a pool boy. Just think of it like that._

Spencer was standing on the edge of panic, his heart and mind conflicting in a way he just couldn't understand. That he didn't want to understand.

It would make things complicated; looking into the odd flutter of his heart and the heat on his face. Everything would change if he tried to decipher why his stomach felt like it was practicing for the Olympic gymnast team.

So he didn't.

He could ignore it. He could.

Deep breath. In. Out. Repeat.

He could do this.

"Ready."

 **/** _ **Some time later**_ **/**

Billy hovered just outside the bathroom door, extremely concerned. It took a while before he decided to look for the younger man, and, after much careful searching, he'd just made out the sound of Spencer's hiccupping breaths and deduced that he was in the small room. He listened to the sobbing die off and stop, followed by an almost foreboding silence. Billy's concern grew as the silence stretched out, only to be broken by the sound of running water. It sounded like the faucet. When it didn't turn off after several minutes Billy frowned at the door, worried for the boy within.

"Spence, bro… You alright?"

The ghost worried his lip with his teeth, thoughts racing through his mind a-mile-a-minute. He hadn't the foggiest as to exactly why Spencer had ran off, he seemed to have been enjoying himself earlier; and so Billy was confounded when he'd seen Spencer crying. The fat tears spilling down the teen's cheeks had frozen Billy, and affected his mind and heart in such a way that it actually scared the ghost.

He heard Spencer turn the faucet off and listened intently for his reply.

"I'm fine. Just - give me a minute."

Spencer's voice sounded shaky, like he was struggling with something. Understandable, he'd had _another_ panic attack after all (Yes, Billy had noticed the first one). The specter couldn't work out why, though in the back of his mind wiggled the thought that he had something to do with it, if not the cause. Most probable, it was the kissing.

That was probably it.

Billy restrained the need to phase through the wall to check on the teen; after seeing Spencer all shaken up, it was quite the feat to not burst through the wall and wrap the boy in a hug, but he'd come to the bathroom for a reason; privacy. So Billy would give him some and wait patiently for him. Like he always has.

 _ **/Earlier/**_

"Ready."

He eased out a breath, trying to calm his heart once again, but it was having none of it apparently. Spencer didn't like that. He looked up as the ghost gave him a gentle poke in the side to gain his attention.

"I'm going to go through a short semi-demonstration first okay? Then you to try your hardest to replicate it."

Spencer nods. He can do this. It's just like any other test he's taken: Learn, apply the knowledge, mark the result.

Easy peasy.

He felt the ghost's knees move slightly as he made himself more comfortable, relaxing his posture yet still oozing confidence at the same time.

 _Lesson one._

Billy's eye flicked up to his, gazing through his lashes in a coy glance, a small smile on his lips that caused Spencer's face to heat up. His fingers skittered on the skin below the hem of his shirt and Spencer's muscles clenched at the surprise of the cool touch on warm skin. Slowly Billy titled his face up enough for him to be looking Spencer clearly, face coming minutely closer as he gazed at him.

 _Lesson two and three._

If he could focus on the teaching aspect of this he might just be able to get through it. Then the feeling of cool hands pushing against the skin of his lower back made Spencer's breath hitch and he felt a gentle push to press him even closer towards the ghost. The thumbs began drawing mesmerizing circles over the soft skin and the teens train of thought promptly derailed and crashed into the rational part of his brain. His pulse jumped along with his stomach as one hand trailed upwards slowly, his shirt being hitched up with it and the feeling of cool air hitting his skin was buried under the slight pressure of the ghost's digits.

 _Lesson four…_

It had slipped from his mind as soon as he had taken notice of it. He felt relaxed yet stretched as taut as bow string, it was odd and strangely refreshing.

Suddenly the fingers on his skin became still, seemingly to steady him, and Spencer's focus returned to the face opposite his own. Billy slowly began leaning in, but not titling his head. Inching closer until Spencer could feel the slight cool that seemed to emanate from him against his face. He was holding his breath, wanting to close his eyes yet not wanting to miss a moment of this. The feeling of Billy's nose brushing against his own both calmed and alarmed him. The cold touch startling him almost as much as the proximity, or more so, the lack of it.

 _Lesson…uh-five._

He could kinda understand what Billy had been talking about when he'd mentioned the thing about noses. It both scared and thrilled him knowing that they were so close yet not knowing when or if they were going to kiss. But there was something else lurking under the surging tide of alien emotions, something ominous that made his heart race for fear instead of pleasure. He registered panic beginning to seep into his brain and suddenly didn't like the thrill anymore. This was real and this was really happening.

 **He couldn't do this**.

His body locked up, breath refusing to enter his lungs and vision darkening around the edges. He was losing the control he had, or imagined he had. It was suffocating, like Billy was invading his entire being and filling every empty crevice, leaving Spencer no room for his own thoughts and conscience. He felt a slight tremor run through his body.

He was having a panic attack.

He'd never had one before; they'd been told about all the signs and causes of one during a mental health class at school. The fact that he knew what was happening didn't help though. To anyone else, it would look like he was just nervous or shaken up. It probably looked like that to Billy.

 _Billy._

His mind seemed to skit to stop as he was once again, reminded of his position… of what was happening. Billy was going to kiss him and he wasn't ready. He couldn't do it. But he couldn't force the words out of his mouth.

Just as Billy seemed to connect their lips in what would be the last part of the demonstration, Spencer was surprised and relieved to feel the path diverting before the specter's lips stopped near his ear. His mind jump starts and he's trying to wade his way through the mixed emotions that have swamped his brain. He felt the lightest brushing of lips against the skin just near his ear, causing his pulse to jump in a more pleasurable and less threatening way, before the ghost suddenly pulled back and smiled cheekily.

"Your turn."

Spencer let out the breath he had been holding, the tide of panic that had been threatening to drown him slowly shrunk as he took a minute to breath deeply and re-center his mind.

Then he took another minute.

And another.

 _Maybe just one more for good measure._

"Bro?"

He started slightly at the sound in the silent room, breaking the bubble of calm he'd been trying to surround himself with.

"You alright?"

Billy was looking intensely at the teen, having picked up on the negative emotions that had been overwhelming him moments earlier, and pinned him with a concerned stare. Billy's eyes flit over him as the ghost held Spencer at arm length; looking for some sign of the cause of the problems, Spencer would guess. He slowly pushed down on Billy's shoulders and gained the specters attention before giving a weak smile and removing himself from Billy's lap with cautious movements. The last thing he wanted to do was cause Billy to worry and blame himself as he was known to do when Spencer was particularly troubled.

"I'm fine," Another small smile that was meant to reassure but instead seemed to worry Billy further. "Just give me a second." Accompanied by a small gesture of one finger help up before he crossed the room and sat on the single-seated couch he'd been on earlier.

He just needed a few moments to collect his thoughts and calm down. For his first time experiencing a mild panic attack, he thought he was coping fairly well. He'd heard stories of people ending up in the hospital because they didn't know what was happening to them, or it got too serious for them to handle on their own. So he was thankful it hadn't come to that, and reasoned that it wouldn't happen again since he knew he was going to have more control when he was the one making the moves. That was why he'd had it in the first place, he'd felt no control of the situation.

Loss on control = feeling helpless, right?

 _Then again…No, that's why I panicked, I just didn't know what would happen next._

A few more deep breaths and Spencer looked over his shoulder at Billy; he still looked concerned but promptly looked away when Spencer caught him staring. The teen's mouth quirked up at the reaction and he stood up feeling much more relaxed. The movement seemed to catch Billy's attention and he looked at Spencer as he approached the bed.

Spencer continued to breath deeply, and found he felt oddly calm and vaguely detached from his actions; almost as if he was focused only on his actions. Which he was; for the moment he had shoved his conflicting emotions to the furthest corner of his mind and focused solely on what was about to happen.

 _Just remember, it's like the CPR training. Just another learning experience, nothing personal._

Billy watched as the teen stopped in front of him, relaxing slightly as Spencer gave him a small, and thankfully genuine, smile.

"Okay, let's do this." Spencer said with resolve and a small amount of enthusiasm. Despite the uh, _momentary disruption,_ this was still Spencer's first real kiss and he couldn't help it if he was a little excited to finally know what it felt like.

Billy's smile widened before replying with equal parts enthusiasm and calm; "That's the spirit!"

Spencer stifled a partial laugh at the ridiculousness of hearing that statement from the ghost and lifted one knee and placed it to the left Billy's thigh to kneel slightly on the bed. He immediately sensed the ghost stilling at the action before he continued and, for the fourth time in a few hours, perched himself on Billy's lap. He wasn't as close as before, sitting on the Pop Star's thighs instead of being flush against him from the waist up. Spencer couldn't think of a single time when he'd seen the specter so quiet or still. It was a rarity of somewhat - and a little odd if Spencer was being honest - but he was thankful that Billy was being mature for once.

 _Comfortable position. Check._

Feeling calm and very much in control he grabbed Billy's hands from where they had been resting on the bed and placed them on his legs. Yes, Spencer found this was much less constricting than having the ghost's arms wrapped around his waist. As his body adjusted to the cold sensation of sitting of Billy once again, Spencer placed his hands on Billy's shoulders, took a deep breath with eyes closed and released slowly whilst simultaneously opening his eyes and looking directly into the dark irises of the older male. For the moment he just looked, taking in the face of the friend he had come to hold close over the past three years.

Despite having known the spirit well, it seemed he had missed some of his physical features; such as the two small holes near his eyebrow which must have been a piercing at some point during his lifetime. There was also a tiny scar near his right eye, which Billy would explain when Spencer asked later in the quiet of the moonlight, was the result of a ring from a rather nasty punch from some girl's boyfriend. There was what seemed to be another scar, long, thin and almost invisible, just under his jaw on the left side. Spencer lifted a hand and stroked a single finger delicately over the mark.

"I got mugged once, when I was younger, and they tried to go for my throat. I threw my backpack at them and ran like hell when I had the chance."

Billy said quietly as means for explanation, the last part echoed the fond sort of nostalgic humor he found in the memory. The moment suddenly seemed softer. Everything seemed to become softer in the light of the late afternoon and it felt more like the atmosphere he was used to when hanging out with the Pop Star. It was nice. Nothing like a few moments ago when he'd been close to a semi melt-down. He was letting himself be distracted by the ghost, he couldn't help that it was nice to have a chance to look with at him from a new angle, but the check-point list of kissing lessons popped back into his head. That's why he was doing this in the first place. So his gaze found itself set back on Billy's own dark orbs; and he found that if he looked hard enough, Spencer could just make out the shade of brown they may have been before his untimely death. He was almost certain that Billy's eyes would have been one of his most loved features; second to his smiles of course.

 _Eye contact. Check._

 _Mood. Check_

He smiled slowly, the warm sorta smile that seeps onto your lips when you're not paying attention, and drifted his fingers against the collar of Billy's jacket. Spencer slowly pushed it out of the way and curled his fingers into the soft hair at the nape of Billy's neck. He felt his face warm at the uniquely intimate contact, fingers twirling themselves amongst the airy locks and drawing small intricate patterns on the cool skin hidden underneath it. Billy gasped just slightly at the contact, before seeming to melt into the touch and resting his hands slightly heavier on Spencer's legs. Spencer felt a spark in his chest at the soft expression on Billy's face.

This was new.

He'd never seen Billy with his guard down like this. Having always acted over enthusiastic and as dramatic as possible as a way to deter people, he almost never relaxed himself like this. Spencer felt a small triumph in seeing this hidden side to the Pop Star. It seemed he was learning all sorts of new things with this experience, including the fact that apparently Billy loved having his neck touched. Sure, the knowledge was almost pointless, but it was something unique about the ghost, so he deemed it important enough to store away in a mental file labeled 'Billy'.

 _Touch. Check._

The teen's heart jumped as he remembered the next lesson. If only he could replicate the way Billy had leaned in…

So he did just that, biting his lip slightly in the cutest way (it was a habitual tell of concentration Billy had pointed out a few days ago when Spencer had been studying some particularly hard math problems) as he tried to remember how Billy had leaned in. He stilled the fingers on Billy's neck and the ghost seemed to respond almost immediately, his hands gripping Spencer's legs lightly. It seemed he knew what was coming too.

Continuing to keep his soft gaze on Billy, Spencer leaned slowly. His cheeks were flaming by now, not with embarrassment but due to the hammering of his heart out of both excitement and fear. This is where things had gone downhill last time, and Spencer could feel panic trying to claw its way back into his thoughts. His rational mind was driving his actions right now, so he promptly locked his anxiety in the boot, took a deep breath and began to lean in slowly. He pressed his fingers softly into Billy's neck as his nose bumped the edge of the ghost's own, before sliding past and against the side. The watery feeling soothing the heat of his face and giving him something to focus on. He doubled checked that his earlier emotions were still locked away and took pause.

His breath was coming shakily and his eyes had fluttered shut. He was actually doing this.

It felt so different to be the one initiating the contact, and he was surprised to find a feeling of pleasure in the odd touch of warm against cold. He noted the small spasms of movement of the ghosts fingers against his legs and the hum of energy that seemed to flow from the places they were in contact. It permeated the air around them, wrapping the two in the cocooning warmth of a private moment. The clear image of his checklist began to waver and disappeared from his mind as he breathed in the familiar scent of expensive soap and peanut butter that seemed to be permanently attached to the ghost.

He titled his head to the right just so, and he could feel where Billy's lips were, only millimeters of space separated them from Spencer's own. He hesitated, heart thumping in his chest and the heat of his face being soothed by the cool air around the spirit. This was it, the moment of his first kiss and he was drowning with anticipation. Yes, fear and rationality were back on the shore trying to get his attention, but he was too far gone from land to go back. All he could do was follow the siren call of Billy's lips, luring him in.

It was cold.

No duh. He's kissing a ghost, of course it would be cold. But it was the first thing Spencer's mind registered when he finally closed the gap. Soft, warm lips brushing against the cold pair of his best friend. It would have been disconcerting if they had not been responding to the touch. Which they were. Billy pressed lightly into the kiss, not taking charge but responding enough to push Spencer's courage on. Spencer pushed forwards lightly on Billy's neck, prompting the ghost to lean more into the kiss.

It was nothing like Spencer had ever imagined it be. For one, it wasn't the amazing fireworks-inducing-heart-soaring-incomparable feeling he had been led to believe. It was…odd. And pleasant. Scratch that, **very** pleasant; especially when he paid particular attention to the feeling of Billy's lips moving against his own.

It didn't last long, only a second or two; and it was completely closed mouth. Exactly what Spencer had been planning on. So he opened his eyes slowly and he pulled away from the ghost, moving only far away enough to make eye contact with Billy. The sensation of air against his lips immediately contrasted with the feeling of pressure Spencer had been experiencing moments ago; he noted the foreign feeling down and tucked it away in his thoughts.

The spirit's face only had a dusting of what appeared to be a blush on his transparent blue skin. He didn't miss the smile Billy was giving him, his heart gave a weak flutter at the proud look and settled back in his rib cage. He'd done well for his first kiss it seemed.

"Not too shabby Bromeio. Not too shabby."

Spencer smiled at the praise, his heart jumped as if to snatch the words from the air.

"Though you could stand to loosen up a little bit, and you need a little more technique to make the kiss interesting. It also wouldn't hurt you to touch a little more during the kiss y'know."

Spencer gave a small nod and relaxed. They were done and nothing bad had happened. He'd never felt so thankful. Just as he was preparing to remove himself from Billy's lap, he felt the specter's hand give a small squeeze to his leg.

"Ready to put my advice to the test?"

Spencer blinked dumbly. So… they weren't done…

"Uh…"

Billy rolled his eyes and huffed in a friendly manner before giving Spencer an amused look.

"You didn't think one kiss would do it, did you bro?"

It was a rhetorical question, obviously, but it seemed that even if it wasn't, Billy already knew the answer. So Spencer tried to temper his embarrassment and answered the question with a little white lie.

"Of course I didn't." Billy gave him a skeptical look, still smiling amusedly.

"Suuuure." He half rolled his eye with the response. "Well then, carry on."

Spencer gulped.

 _Oh shit; shiiiiiiiiiit. No, this is fine. Fine. Just more practice. No problemo._

He pushed the fear that had niggled into his thoughts back into it's hole. If he was going to do this again, he might as well show Billy that he didn't need anymore lessons. The grin the ghost was giving him only served to goad him on, alighting the fire in his veins once again. He gathered his scattered courage and began to lean in, faster this time. Bypassing the slow lead up would speed this up, and the less time he spent in contact with Billy like this, the less time he would have to spend sorting his thoughts out later.

He pressed his lips against Billy's with no hesitance, catching the ghost off guard and causing Billy to part his lips slightly in a muffled gasp. Oh. That. That was different.

Spencer opened his lips slightly too, relaxing his tense muscles and leaning his weight onto the hands that were gripping Billy's shoulders. That was very different. The teen began moving his lips, Billy responding quickly and reciprocating with practiced movements that kicked Spencer's heart into high gear. It wasn't an open mouth kiss, but wasn't entirely closed either. It was like walking the fine line between the two and it thrilled Spencer in a way he had never expected. Kissing was definitely underrated.

It was less tame than their first kiss, that much was clear, and it shifted something in Spencer. Something carnal; he could feel it leaking slowly into his bloodstream but he wasn't yet aware of it's effects. It spread like a slow poison, seeping through his veins with a growing warmth. The scale had been tipped.

Spencer flexed the fingers on his right hand, sliding his left down to rest on Billy's collarbone. Billy's hands hiccupped in their gentle movements in pleasant surprise, as Spencer began grazing his fingers along the bone; feeling the dip of it through the thin brightly colored shirt. Billy's lips massaging his own in a repetition of pressing and receding was enough to make Spencer shudder from the sensation; the warm feeling beginning to grow and spreading until he felt the heat in his fingertips. In every vein. Making him hyperaware of every place Billy was touching him, to feel every point of contact with equal attention and pleasure. It was almost overwhelming.

The heat spread to his mind, quieting the thoughts and worries he had been trying to smother and leaving him in a state of bliss. Billy's hands began moving again, one sliding up and behind, griping beneath his hip. The other left his leg all together, only for Spencer to feel it cradling the side of his face gently, the fluidity and coolness of the ghosts hand serving to soothe the hot skin of his face. He felt Billy push ever-so-slightly on his face, changing the angle and-

Ah.

 **Ahh.**

Spencer could see why angle was so important, their mouths now slotted together, perfectly deepening the kiss. The barest hint of a moan gurgled up Spencer's throat but was swallowed by Billy's lips. Spencer could feel his mind getting fuzzy, thoughts no longer an option and neither was stopping. The scales entirely broken now.

The growing heat throbbed in his veins, lighting his skin on fire and urging Spencer on, an instinctual desire to _feel more_ blaring in his mind. Relying on what little knowledge he had on kissing, Spencer scrabbled for a way to make this better. But he didn't know what to do. He began to feel a desperate need flourishing within him. He would have been scared, scared of the neediness and urgency, if he was capable of coherent thoughts; but he was in sensory overload right now. Mind foggy and slow from the concoction of hormones flooding his blood.

Billy's thumb brushed over the skin of his cheek, pulling their faces closer. Spencer swiped his tongue lightly against the ghost's lips and Billy parted them quickly, prodding his own tongue along Spencer's bottom lip in encouragement and the desperation quieted some at the touch. However, Spencer had not been expecting the muscle to go much further than that; so when he felt Billy's cool tongue brushing against his own he almost pulled back. He would have too - this was a bit much for what he had in mind at the beginning - but the jolt of pleasure that came from the unexpected touch had shot straight to the raging fire in his abdomen. Their tongues curled around one another, meeting in the middle of their kiss and creating a delicious sensation of opposing forces. It was a symphony of pleasure and excitement that was burning into Spencer's very bones.

He was forgetting something though. What was he forgetting? There was a reason he should be more careful with this but he couldn't rememb-

Eyes snapping open with slight alarm, Spencer pulled back, suddenly remembering why he had to be careful with the ghost. Needless to say Billy had not been expecting this and tried to follow Spencer's mouth before recognizing that Spencer had stopped for a reason.

"Billy," It came out breathy, almost like a gasp, and sounding a little too sensual to Spencer's ear. At the sound, he was quickly swallowed in a bright blush that spread down his neck. "What about your ectopla-"

"Chill, bro-of-little-faith; I can control it if I try you know." Billy half rolled his eyes at the unnecessary interruption and curled the hand that had been resting on Spencer's cheek around his neck, and into the hair at the base of his skull.

"Can't have you turning all ghost-y now, can we?"

Billy smiled lazily - as was almost second nature to the ghost whenever he looked at Spencer - cocking his head a minuscule with the expression. He played with the hair, pulling it gently between his fingers and smoothing cool digits against the skin.

Spencer had to hold in the question of why he didn't try that more often - that would've saved Spencer many a headache - and instead looked back at the ghost who was giving him a half-lidded stare now. The heat in his veins flared at the attention and before Spencer was even aware, he was reconnecting their kiss. He pushed gently through the ghost's lips this time, licking into the cool wetness of his mouth. He tasted like peanut butter and chocolate, with a unique taste underlying it all that Spencer just couldn't place. But he loved it. It sated a hunger in his mind he'd never known existed and stuck to his tongue; and Spencer was sure he would never taste anything else again. That he would never **want** to taste anything else again.

Then Billy began sucking on his tongue and Spencer's mind fizzled into white noise as a moan escaped between their joined lips. It spurred Billy on, his hands roving over Spencer's back before settling to massage the upper parts of Spencer's thighs. Spencer was gripping Billy's shirt like it was a life-line, his only connection stopping him from being consumed completely by these sensations. He needed more. Needed to be pressed back up against Billy like before; but his body was a bundle of taut muscles as Billy began licking into Spencer's mouth. All Spencer could manage was a stuttered jerk of his hips in an effort to move closer without losing his contact with Billy's lips.

Somehow, Billy understood and gripped Spencer's hips, pulling him closer until he was pressed so close against the ghost that there was no space between them. But that never registered in Spencer's mind. He'd been distracted by the spark of pleasure that had shot straight to his groin as he had been moved. His hips shifted in an effort to find more pressure -more friction- much to Spencer's horror. He was turned on. And judging by what he could just feel pressed between them, it wouldn't be long before Billy noticed too.

Billy's mouth moved down to Spencer's neck, leaving a trail of open mouthed kisses, lapping at the salty tang of sweat on the teen's skin. But Spencer couldn't feel it. His attention had pinpointed on the hot feeling between his legs that was quickly growing as Billy sucked lightly at the juncture between Spencer neck and his shoulder. He was half hard already.

This is wrong. Spencer shouldn't be feeling like this; his body shouldn't be betraying him like this. Betraying Billy like this.

There was something wrong with _**him.**_

Everything came surging into Spencer's head in a single moment. Panic and fear trampled his pleasure, but it did nothing to stop his half-hard-edness. He pushed back and sprung up at once, falling to the floor with flailing limbs and wide eyes, heart threatening to break his ribs and his lungs spasming with half gasps. It was all the stray thoughts he'd been ignoring -the questions and the pleasure of the ghost's touch- that pushed him off the precipice and into the chasm of his churning emotions.

It was his previous panic attack ten-fold, and Spencer didn't know what to do.

He looked up at Billy. He saw the spirit looking down at him, eyes wide with alarmed concern, before the image blurred together from the tears gathering at the corners of his eyes. He couldn't stay here. He needed to get away from all this. It was too much. A sharp stab of pain strikes Spencer's heart. If Billy figured it out... He'd hate Spencer. He'd leave.

He needed to get away _**now.**_

Spencer scrambled to his feet and hurried to the elevator. Billy stood, arm reaching out as if to stop the brunet.

"Spenc-"

It was involuntary, when he turned towards the Pop-Star at the sound of his name called with so much worry. But Billy's effort to stop Spence died in his throat as he caught sight of the teen's face. Spencer didn't miss the way Billy seemed to hesitate, almost like he was unsure what to do with the mess Spencer had denigrated into.

Hot tears rolling down his cheeks, his breath catching in his throat at the look the ghost was giving him; he turned, stepped into the elevator and pressed the button to go down. The image of Billy standing with his arm half outstretched, fear and confusion etched on his face, burned into Spencer's retinas as the wire doors closed nosily behind him. The whirring of the machine was the only break in the silence that seemed to press in on him from all sides; that and the shaky breaths from Spencer that sounded more like the gasps from a drowning man.

Which, in a sense, was what Spencer was doing right now. He was drowning in the onslaught of emotion; suffocating in the small space of the elevator, choking of what little air he could suck through trembling lips. He slid down the wall until he was sitting with his legs hugged to his chest, resting his head on his knees. Thought after thought forced its way into the front of his mind like an out of control merry-go-round, bombarding him with feelings he had no strength at the moment to comprehend.

The elevator shuddered to a stop, the wire door opening with a rattle and squeak that begged for the servicing it would never get. For a moment Spencer just stared into the hallway that the doors opened up to, having lost his bearings for a second before his brain clicked and he shakily stood to his feet.

He had to grasp the wall in order to walk, legs wobbling like jelly and his whole body shaking from the effort to stay up right. It was a wonder that he made it to the bathroom at all. Stumbling into the room, he closed and locked the door with a tired haste before collapsing into a sobbing heap on the floor. His body was wracked with shivers that rolled through him with each gulp of air he managed to get. His heart felt like iron bands had been wrapped around it, slowly tightening until it felt like his heart couldn't beat without sending stabs of pain through his chest. What was worse was he couldn't work out why.

Why he had gotten turned on; why his skin had felt like fire under his best friends touch; why such a small thing had affected him so greatly. And why the hell couldn't he shut off the onslaught of emotions wreaking war inside of him.

Each strangled sob echoed in the titled room, bouncing off of the walls and back into his ears, reminding him of what a pathetic wreck he'd become. He didn't even have enough control in him to stay unaffected from a kiss.

A kiss!?

Who gets a hard on from their male best friend kissing them!? That's just ridiculously stupid. And somehow Spencer had managed it. But It didn't make any sense.

Slowly, Spencer got his breathing under control and eventually his body stopped shuddering with every breath. The tears still slipped down his face, but they were from frustrated disappointment instead of fear now. How could he have betrayed Billy like that. How could he take Billy's platonic help and twist it into some-some … _perverted_ experience.

His hands gripped his hair and pulled, as if that would dislodge the answer from inside his head. The pain did serve to clear his mind somewhat, and he was able to stop his self-loathing long enough to stand and move to the sink. He looked into the mirror, his own red puffy eyes staring back.

His lips were red from kissing and his shirt wrinkled. Once again his pulse jumped, reminded of what he had just been doing, and he felt the heat stirring in his groin. The guilt and embarrassment almost knocked him off his feet, but he couldn't look away from his reflection. His hand strayed to his neck of its own accord, ghosting over the skin where Billy's lips had kissed his neck and the heat doubled.

The realization hit him like a fist to his stomach, nocking the breath out of his lungs and he was forced to grip the basin to stay upright.

No.

No, no, no, no, NO. **NO!**

This couldn't be happening. It really couldn't because it was impossible. But the blood rushing south seemed determined to prove him otherwise. And it suddenly made sense. His answer snapping into crystal clarity so hard that his body physically jerked.

He knew the why now; but he couldn't believe it. _Wouldn't_ believe it.

Spencer turned the faucet on, plunging his hands into the cold water before bending and splashing it onto his face. He did it again and again until the skin turned numb; like the cold water would wake him from this dream. Like it could wash away the ridiculous conclusion he had come to that surely wasn't true. But it didn't work. So he stood there staring at his broken expression in the mirror with the faucet running, forgotten as Spencer searched his mind for some other explanation for his body's weird reaction.

"Spence, bro... You alright?"

It was muffled, obviously said from outside the door, but was easily recognizable as Billy. He was forcefully reminded once more of the activities they had been engaged in, of Billy licking into his mouth and caressing skin with cold fingers, and he was half-hard once again. There was no denying it now.

He was sexually attracted to Billy.

There was definitely something wrong with him.

He turned off the tap with shaking hands, fresh tears gathering in his eyes and his breaths once again becoming uneven.

"I'm fine. Just - give me a minute."

The words sounded too loud in the room, but not loud enough to drown out the steady thrum of Spencer's pulse in his ears. How was he supposed to face Billy now? How was he to act as if the ghost's touch, which was an everyday occurrence, did not affect him.

How was he going to explain his sudden departure before. How was he going to explain the tears, the distance. The awkwardness that's sure to ensue.

Another wave of despair crashed through his mind, throwing his thoughts into disarray. He managed to hold in all but a single sob, which broke from his lips pushed the tears down his face. He didn't know what to do, how to fix this; and he certainly didn't want to face Billy until he had, but that was an impossibility.

\- Maybe Billy could help him.

Billy had gone through so many different things, so there was a possibility that he would know how to stop Spencer's body from wanting the ghost. Surely Billy would help him if he could -Spencer had to ignore the nagging thought that Billy would leave when he found out- because that's what friends did. It's what Billy did, and would continue to do.

Suddenly, everything didn't seem so overwhelming, and Spencer could breathe a little easier at the comforting thought. He wouldn't know until he told Billy of course, so the fear was still there, and the confusion, and the tears still fell and his breathing was still uneven. But he couldn't fix everything at once.

He would start with talking to Billy, and work his way from there.

Billy had settled himself against the wall opposite the door, playing with the end of his tie as he waited for Spencer to re-emerge. He heard the click of the bathroom door unlocking, and immediately straightened his back, dropping his tie from between his twitching fingers, and focused on the gap of the door opening.

When he saw Spencer's face, he didn't freeze this time, but he did feel his heart crack when he noticed how broken the teen looked. What ever had just happened had had a profound change on Spencer and he looked as if part of his world had just been turned upside. Billy began chewing on his bottom lip again, unnamed guilt sitting heavy in his gut.

The brunet stood there with hunched shoulders, avoiding the Pop Star's distressed gaze. He looked up after several beats, fresh tears streaming down his cheeks and gave Billy a watery crook of his lips that was trying too hard look like a smile. It didn't come close to reaching his eyes.

"There's something wrong with me." He followed the statement with a wheeze of laughter before it got too much for him. His face scrunched up as if he was desperately holding himself together before he broke apart before Billy's eyes; Billy's heart breaking with him.

Billy rushed forward and wrapped his arms around Spencer, pressing him to his chest and making quiet soothing noises into his ear as Spencer cried into his shirt. He rubbed his palm in large circles over the teen's back in an effort to calm him and pressed a quick kiss to Spencer's hair before resting his chin on top. Spencer didn't move, hands still balled at his sides as he cried and cried almost silently. It was worse to listen to than his sobbing.

There they stood in the middle of the hallway, breaking the silence of the house with sniffles and faltering breaths.

Then Spencer ripped himself from Billy's arms.

When Billy hugged Spencer, time seemed to stop for a second and his heart soared. He knew immediately that Billy would never leave him, and it was balm for his soul. He started crying again, but the tears were from relief. For it was a relief that felt so good, so pure, that the weight Spencer had felt on his shoulders immediately left him and the iron bands snapped as his heart swelled. He would've wrapped his arms around Billy but he was drained both physically and emotionally and simply let the ghost hold him while he cried like a child.

Billy's touch calmed him, the constant and reassuring pressure of his hand moving on his back relaxed his muscles. He felt Billy press a chaste kiss to Spencer's crown before nestling his head under his chin. A flutter like butterfly wings began drumming in his stomach and he was filled with warmth at the action. Not the warmth from before, but like the warmth from lying in the sun; the kind that soaked into your muscles and hummed with a quiet energy against your skin. The kind that came when you sat in front of the fire after playing in the snow, and you could start to feel after becoming numb from the cold. It was a warmth so absolute and so nourishing, and so unlike anything Spencer had ever felt. It was like stepping into the sun after the first spring rain, and feeling the promise of warmer days whispered against your skin.

He had all of a few seconds to bask in the moment, in the feeling, before his blood ran cold. No, he'd felt something like this before, the butterfly wings and warmth. When he had first met Mallory he'd felt something similar, not quite as strong but still very similar. His stomach clenched in cold dreed as the pieces clicked together.

Spencer wished it was as simple as just his body wanting Billy; but it seemed the rest of him wanted the Pop Star too.

Muscles taut and heart thumping against his rib cage, Spencer pulled himself from Billy's grasp and back peddled till his back pressed up against the wood of the bathroom door. His eyes were still tightly shut, he couldn't bring himself to see Billy's reaction, and so he wrapped his arms around himself as if it could stop all these feeling from unraveling inside of him. Tears were dribbling down his cheeks and he could taste the bitter saltiness where one had come to rest on the corner of his mouth.

He…he… Liked Billy. _Really_ liked Billy and it was the worst thing in the world.

But before he had the chance to choose between facing his thoughts or running away and locking himself in his room, transparent arms seized his biceps and pulled until Spencer's eye blinked open and he was held facing an extremely worried Billy. The ghost's brows were drawn tightly together, a small crease forming between them and his lips were pursed in a frustrated half-pout.

"You're not running away this time Spence." Billy's eye darted between Spencer's searching for something but not finding it, evident when he pressed his lips even harder together, brows coming down a fraction.

"Spence." He paused, now giving Spencer an imploring look that looked wrong on his usually worry-free features. " _Please_ , tell me what's wrong." He stresses the 'please' with a gentle squeeze of the hands wrapped around his biceps.

Spencer's frozen there, unable to look away from the glowing orbs opposite his own, and he can't seem to loosen his jaw enough to placate Billy with a small lie that he would -hopefully- accept with a sigh and leave Spencer to deal with the end of the world as he knows it. Instead, new tears gather on his lashes and Spencer draws in a shaky breath and slowly shakes his head. His whole body is shaking the effort to stand when he can't seem to feel anything except the hammering of his heart in his chest and the pain that grows with each second that passes.

The shake of his head does not go unnoticed by the ghost, who leans forward until his forehead is resting against Spencer's. His grip on Spencer's arms loosens and his hands slide down to grab the trembling fingers of the brunet. Spencer sucks in a breath at the close contact, but the cool of Billy's skin serves to sooth him a little and he leans imperceptibly into the touch seeking more. Before he's even realized it, the words have tumbled out of his mouth in a quiet whisper and Spencer feels his heart drop into his stomach.

"I like you so much it hurts."

When he feels Billy tense at the words Spencer's heart drop to somewhere around his ankles and he feels like he's going to throw up. He squeezes his eyes shut once again and desperately holds back the sobs he can feel in his chest. He apologizes in yet another whisper of words, but they're as warbled and broken as Spencer feels so he can't be sure if Billy's even heard his pitiful attempt to reconcile.

So Spencer opens his mouth to make a less pitiful attempt but suddenly finds himself being wrapped in Billy's arms and pressed so close into his chest that Spencer almost can't breathe. A moment of confusion interrupts the torrent of self-loathing in Spencer thoughts and he feels something cold and wet on his neck where Billy has pushed his face. _He's…crying?_ The conflicting actions only serve to confuse Spencer further and so he's unprepared to hear the words that are spoken against his neck.

"Me too."

Billy sounds just a broken and warbled as Spencer had and the teen doesn't understand if Billy means that he's sorry or if he's hurting like Spence but the rawness of the tone of Billy's voice is enough to break Spencer. He wraps his arms around the ghost and presses his face into the soft cotton of the Pop-Star's shirt and the rest of the world slips away.

For the longest time they stand there, clinging desperately to each other and crying silently. They've crumbled into pieces and can't seem to sort out what goes where and how they're supposed to function after being broken so completely. Its oddly peaceful, being removed from the rest of the world. Here, in their shared embrace, everything fades and they're left with each other and their tears.

Something unfurling from the wreckage, something growing and blooming in this Spring rain of theirs. Spencer can taste it. Can taste the promise of something new, and warm and refreshing being whispered against his skin.

(billy tries to comfort him, he realizes that he likes Billy and thinks it will ruin their relationship, he freaks out again. Except this time Billy forces Spener to explain what's going on. Confessing that he may like the ghost, Billy suggests that, if Spencer would like, they could explore it. Conceding that it may help, and that if anything goes wrong they will still be bff's. They start kissing again and things get heated. Spencer stops again, worried he may be taking advantage of the ghosts kindness and want of a friend, so Billy confesses that he's had a crush on Spencer for a while. Really emtional talk whilst they lay on the bed, and more sweet kissing that turns heated and into smut. Spencer wakes up during the night to Billy Holding him and they start making out again and stuff happens ;3)


End file.
